##### 



The CORPORATEplan
For RETIREMENTSM
   
 Plan Number: 40292The CORPORATEplan for RetirementSM
    
    
    
    Non-Std PS Plan10/09/2003© 2003 FMR Corp.All rights reserved.




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NONELECTIVE EMPLOYER CONTRIBUTIONS
 Note:
 a.
    
    þ
    
    Fixed Formula(An Employer may elect both the Safe Harbor Formula and
one of the other fixed formulas. Otherwise, the Employer may only select one of the
following.)(1
    )
    
    þ
    
    Fixed Percentage Employer Contribution For each Plan
Year, the Employer shall contribute for each eligible Active Participant an
amount equal to 3% (not to exceed 15% for Plan Years beginning prior to
2002 and 25% for Plan Years beginning on or after January 1, 2002)of such
Active Participants Compensation.(2
    )
    
    o
    
    Fixed Flat Dollar Employer Contribution The Employer shall
contribute for each eligible Active Participant an amount equal to $.The contribution amount is based on an Active Participants service for the
following period:(A)
    
    o
    
    Each paid hour.(B)
    
    o
    
    Each payroll period.(C)
    
    o
    
    Each Plan Year.(D)
    
    o
    
    Other:(3
    )
    
    o
    
    Safe Harbor Formula Effective only with respect to Plan Years
that begin on or after January 1, 1999, the Nonelective Employer Contribution
specified in the Safe Harbor Nonelective Employer Contribution Addendum is
intended to satisfy the safe harbor contribution requirements under the Code
such that the ADP test (and, under certain circumstances, the ACP test) is
deemed satisfied. Please complete the Safe Harbor Nonelective Employer
Contribution Addendum to the Adoption Agreement. (Choose only if Option
1.07(a), Deferral Contributions, is checked.)(b)
    
    þ
    
    Discretionary Formula The Employer may decide each Plan Year whether
to make a discretionary Nonelective Employer Contribution on behalf of eligible Active
Participants in accordance with Section 5.10. Such contributions shall be allocated to
eligible Active Participants based upon the following (check (1) or (2)):(1
    )
    
    þ
    
    Non-Integrated Allocation Formula In the ratio that
each eligible Active Participants Compensation bears to the total Compensation
paid to all eligible Active Participants for the Plan Year.
 Plan Number: 40292The CORPORATEplan for RetirementSM
    
    
    
    Non-Std PS Plan10/09/2003© 2003 FMR Corp.All rights reserved.




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##### 



(2
    )
    
    o
    
    Integrated Allocation Formula As (A) a percentage of each
eligible Active Participants Compensation plus (B) a percentage of each
eligible Active Participants Compensation in excess of the integration level
as defined below. The percentage of Compensation in excess of the integration
level shall be equal to the lesser of the percentage of the Active
Participants Compensation allocated under (A) above or the permitted
disparity limit as defined below.Note:An Employer that has elected the Safe Harbor formula in Subsection
1.11(a)(3) above may not take Nonelective Employer Contributions made to
satisfy the safe harbor into account in applying the integrated allocation
formula described above.Integration level means the Social Security taxable wage base for the Plan
Year, unless the Employer elects a lesser amount in (A) or (B) below.(A)
    
    ___% (not to exceed 100%) of the Social
Security taxable wage base for the Plan Year, or(B)
    
    $___(not to exceed the Social Security
taxable wage base).Permitted disparity limit means the percentage provided by the following
table:
 The Integration Level is ___% of
    
    The Permitted Disparity Limitthe Taxable Wage Base
    
    is20% or less
    
    5.7%More than 20%, but not more than 80%
    
    4.3%More than 80%, but less than 100%
    
    5.4%100%
    
    5.7%
 Note:
 (c)
    
    Continuing Eligibility Requirement(s) A Participant shall only be entitled to
receive Nonelective Employer Contributions for a Plan Year under this Section 1.11 if
the Participant satisfies the following requirement(s) (Check the appropriate box(es) 
Options (3) and (4) may not be elected together; Option (5) may not be elected with
Option (2), (3), or (4); Options (2), (3), (4), (5), and (7) may not be elected with
respect to Nonelective Employer Contributions under the fixed formula if Option
1.11(a)(3), Safe Harbor Formula, is checked):(1)
    
    o
    
    No requirements.(2)
    
    þ
    
    Is employed by the Employer or a Related Employer on
the last day of the Plan Year.(3)
    
    o
    
    Earns at least 501 Hours of Service during the Plan Year.(4)
    
    o
    
    Earns at least 1,000 Hours of Service during the Plan Year.(5)
    
    o
    
    Either earns at least 501 Hours of Service during the Plan Year
or is employed by the Employer or a Related Employer on the last day of the
Plan Year.
 Plan Number: 40292The CORPORATEplan for RetirementSM
    
    
    
    Non-Std PS Plan10/09/2003© 2003 FMR Corp.All rights reserved.




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##### 



(6)
    
    o
    
    Is not a Highly Compensated Employee for the Plan Year.(7)
    
    o
    
    Is not a partner or a member of the Employer, if the Employer
is a partnership or an entity taxed as a partnership.(8)
    
    þ
    
    Special continuing eligibility requirement(s) for
discretionary Nonelective Employer Contributions. (Only if both Options 1.11(a)
and (b) are checked.)(A)
    
    The continuing eligibility requirement(s) for
discretionary Nonelective Employer Contributions is/are (2) (Fill in number of applicable eligibility requirement(s) from
above.)Note:If Option (2), (3), (4), or (5) above is selected then Nonelective Employer
Contributions can only be fundedby the Employer afterthe Plan Year ends.
Nonelective Employer Contributions funded during the Plan Year shall not be subject
to the eligibility requirements of Option (2), (3), (4), or (5). If Option (2), (3),
(4), or (5) is adopted during a Plan Year, such Option such not become effective
until the first day of the next Plan Year.
 Plan Number: 40292The CORPORATEplan for RetirementSM
    
    
    
    Non-Std PS Plan10/09/2003© 2003 FMR Corp.All rights reserved.




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##### 



AMENDMENT EXECUTION PAGE
   Section Amended
    
    Page
    
    Effective Date1.11
    
    
    
    01/01/2005
  Employer:
    
    Giant Industries, Inc.
    
    
    
    Employer:By:
    
    /s/ Natalie R. Dopp
    
    
    
    By:Title:
    
    VP, Human Resources
    
    
    
    Title:Accepted by:Fidelity Management trust Company, as TrusteeBy:
    
    /s/ James F. Harrigan
    
    
    
    Date:
    
    1/24/2006Title:
    
    James F. Harrigan, Authorized Signatory
 Plan Number: 40292The CORPORATEplan for RetirementSM
    
    
    
    Non-Std PS Plan10/09/2003© 2003 FMR Corp.All rights reserved.